LOUISVILLE, Ky. -Winston Fraser returned an interception 71 yards, and T.Y. Hilton scored touchdowns on his first two catches as FIU upset Louisville 24-17 on Friday night, the Panthers' first win in six tries against the Big East Conference.

The Panthers (2-0) never trailed as Fraser stepped in front of a pass by Will Stein and ran up the left sideline for the TD midway through the first quarter. Hilton had a school-record 201 yards receiving, and the Panthers had five sacks and two turnovers in the big win for the defending Sun Belt Conference champs.

Louisville (1-1) had never played FIU before, and the Cardinals had been 25-8 against nonconference opponents since joining the Big East in 2005.

But these Cardinals are very young in coach Charlie Strong's second season, and he had no one who could keep up with Hilton, let alone stop the receiver.

Will Stein threw for a career-high 349 yards and two touchdowns, the last a 26-yarder to DeVante Parker with 1:49 left to cap an 80-yard drive to try to rally the Cardinals. Louisville tried the onside kick only to see FIU recover the ball. The Panthers couldn't pick up a first down to run out the clock and had to punt the ball back with 38 seconds left and 97 yards to go.

Facing fourth-and-1, Stein completed a pass to Scott Radcliff who fumbled and FIU recovered to clinch the upset.

Hilton, the do-it-all senior being promoted for the Heisman Trophy, didn't touch the ball on offense until early in the second quarter. Hilton only needed two quick catches, the first off a slant from Wesley Carroll on third-and-4 as the receiver easily beat defenders for a 74-yard touchdown and a 14-3 lead.

Hilton did it again on the next drive, this time on third-and-11. He got behind the defenders, caught the ball, and no one came close to him as he finished off an 83-yard TD catch putting the Panthers up 21-3 with 9:28 left in the second quarter.

Louisville cut down its turnovers from an opening win over Murray State, and the Cardinals held the ball for more than 36 minutes, rolling up more yards in total offense (446-293). The Cardinals couldn't match the quick-strike offense of FIU and Hilton as they bogged down near the end zone.

Sam Miller and Tourek Williams had two sacks apiece for FIU with Williams' two coming on the same drive late in the fourth as the Cardinals tried to rally.

Stein capped a drive with a TD pass to Josh Chichester, but the 6-foot-8 sophomore's left foot landed on the end line out of bounds before they settled for a 30-yard field goal from Chris Philpott to pull within 7-3. Strong put in freshman Teddy Bridgewater at quarterback for a series before going back to the 5-10 Stein.

The junior managed to drive Louisville 89 yards and tossed a 6-yard TD pass to Michaelee Harris just before halftime to pull the Cardinals within 21-10.

FIU led 24-10 in the fourth quarter when Louisville drove 80 yards downfield before bogging down with fourth-and-1 at the FIU 7. The Panthers stuffed [/db]Jeremiah Wright[/db] for a 4-yard loss to stop another Cardinals' drive short of the end zone.